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Ministers' Deputies CM Documents  689 Meeting, 24 [-25] November 1999 7 Education, Culture and Sport
7.1 World Anti-doping Agency
and Press release CM(99)168 22 November 1999
TRANSLATION
ANTOINE ROCHAT Doctor of Law NOTARY LAUSANNE Grand-Chêne 8 _______
No. 1185
Agence mondiale antidopage World Anti-Doping Agency Foundation in Lausanne __________
CONSTITUTIVE INSTRUMENT OF FOUNDATION
signed on 10th November 1999
Original number 1185 - of 10th November 1999 -------------------------------------------------------
CONSTITUTIVE INSTRUMENT OF FOUNDATION BEFORE ANTOINE ROCHAT, NOTARY, in Lausanne for the district of Lausanne, the following appears: the INTERNATIONAL OLYMPIC COMMITTEE, an association under Swiss law, the seat whereof is in Lausanne, --------------------------------------------------------------------------- represented by its President, Mr Juan Antonio Samaranch, who represents it pursuant to the Olympic Charter, and its Director General, Mr François Carrard. ------------------------------ The founder declares the constitution of a foundation in the meaning of articles eighty et seq. of the Swiss Civil Code, named -------------------------------------------------------------------- ------- AGENCE MONDIALE ANTIDOPAGE -------- -------- WORLD ANTI-DOPING AGENCY, -------- the seat whereof is in Lausanne. ------------------------------------------------------------------- The founder establishes the statutes of the foundation as follows: -------------------------- ----- Article 1 - Designation ----- Under the name "Agence mondiale antidopage", "World Anti-Doping Agency", hereinafter referred to as "the Foundation" or "the Agency", is constituted a Foundation governed by the present provisions and articles eighty et seq. of the Swiss Civil Code. ---------- ----- Article 2 - Seat ----- The seat of the Foundation is in Lausanne. ------------------------------------------------------
The seat of the Foundation may be transferred to another location, in Switzerland or another country, with the agreement of the supervisory authority. ---------------------------------- The site of the Agency may be in a different location from the seat of the Foundation. ----- Article 3 - Duration ----- The duration of the Foundation is unlimited. --------------------------------------------------- ----- Article 4 - Object ----- The object of the Foundation is: ------------------------------------------------------------------
1) to promote and coordinate at international level the fight against doping in sport in all its forms; to this end, the Foundation will cooperate with intergovernmental organizations, governments, public authorities and other public and private bodies fighting against doping in sport, inter alia the International Olympic Committee (IOC), International Sports Federations (IF), National Olympic Committees (NOC) and the athletes; it will seek and obtain from all of the above the moral and political commitment to follow its recommendations; ---------------- 2) to reinforce at international level ethical principles for the practice of doping-free sport and to help protect the health of the athletes; ----------------------------------- 3) to establish, adapt, modify and update for all the public and private bodies concerned, inter alia the IOC, IFs and NOCs, the list of substances and methods prohibited in the practice of sport; the Foundation will publish such list at least once a year, to come into force on 1st January of each year, or at any other date fixed by the Foundation if the list is modified during the course of the year; ------- 4) to encourage, support, coordinate and, when necessary, undertake, in full cooperation with the public and private bodies concerned, in particular the IOC, IFs and NOCs, the organization of unannounced out-of-competition testing; ----- 5) to develop, harmonize and unify scientific, sampling and technical standards and procedures with regard to analyses and equipment, including the homologation of laboratories, and to create a reference laboratory; -------------------------------------- 6) to promote harmonized rules, disciplinary procedures, sanctions and other means of combating doping in sport, and contribute to the unification thereof, taking into account the rights of the athletes; ---------------------------------------------------- 7) to devise and develop anti-doping education and prevention programmes at international level, with a view to promoting the practice of doping-free sport in accordance with ethical principles; -------------------------------------------------------- 8) to promote and coordinate research in the fight against doping in sport. ----------- The Agency will be entitled to prepare plans and proposals with a view to its conversion, if necessary, into a different structure, possibly based on international public law. The Agency will above all seek to build on the existing corresponding skills, structures and networks, and create new ones only when necessary. The Agency may, however, set up working parties, commissions or working groups, on a permanent or ad hoc basis, in order to accomplish its tasks. It may consult with other interested private or public organizations, which may or may not be involved in sport. ------------------------------------------------------------- In order to achieve its object, the Foundation has the right to conclude any contract, to acquire and transfer, free or against payment, all rights, all movables and any real estate of whatever nature, in any country. It may entrust the performance of all or part of its activities to third parties. ----------------------------------------------------------------------------------------------- ----- Article 5 - Capital and resources ----- The founder endows the Foundation with an initial capital of five million Swiss francs (SFr. 5,000,000.-). --------------------------------------------------------------------------------------------- The other resources of the Foundation shall consist of any other allocations, donations, legacies and other forms of allowance, subsidy or other contributions from all natural or legal persons and all intergovernmental organizations, governments, public authorities and other public and private bodies. ---------------------------------------------------------------------------------- ----- Article 6 - Foundation Board ----- The Foundation Board will initially be composed of at least ten members. This number may be increased to a total of no more than 35 members. The members of the Foundation Board are personalities appointed for a period of three years. They may be re-elected for two further three-year periods. The first members of the Foundation Board, including the first chairman, will be appointed by the founder. The Foundation Board will be added to in accordance with the following principles: ---------------------------------------------------------------- 1. A maximum of 16 members will be appointed by the Olympic Movement, with the allocation of seats to be defined in the rules which the Foundation Board will enact. ------------ 2. A maximum of 16 members will be appointed by the intergovernmental organizations, governments, public authorities or other public bodies involved in the fight against doping in sport (hereinafter "public authorities"), with the allocation of seats to be defined in the rules which the Foundation Board will enact. ------------------------------------------------------------------ 3. The other members will, if necessary, be appointed by the Foundation Board upon the joint proposal of the Olympic Movement and the public authorities. ------------------------------- 4. As a general rule, when it is renewed and added to, the Foundation Board will seek to ensure that parity is maintained between, on one side, the members of the Foundation Board representing the Olympic Movement (viz. the IOC, ASOIF, AIWF, GAISF, ANOC and the IOC Athletes’ Commission), and, on the other side, those representing the public authorities. The provisions of paragraph 6 below are reserved. ----------------------------------------------------- 5. The Foundation Board may also invite a limited number of intergovernmental organizations or other international organizations to act in a consultative capacity for the Foundation. Such organizations, which will be invited on the basis of their legitimate interest in the work of the Foundation and their powers in the corresponding areas, may take part in the discussions of the Foundation Board but may not vote when the Foundation Board takes decisions. ------------------------------------------------------------------------------------------------------ 6. To the extent that the annual allocations or contributions to the budget of the Foundation paid pursuant to article 13, paragraph 1 below, by the Olympic Movement on one side, and by the public authorities on the other side, are equivalent, each of the two parties, namely the Olympic Movement on one side, and the public authorities on the other side, will be entitled to designate an equal number of Foundation Board members. Failing such equivalent annual allocations by each of the two above-mentioned parties, the number of Foundation Board members who may be designated by the party whose allocation actually paid is lower will be at least one fewer than the number of members designated by the other party. This system will apply for as long as the annual allocations or contributions to the Foundation budget paid by the two above-mentioned parties are not equivalent. --------------------------------------------------- 7. The Foundation Board may depart from the rules laid down in paragraphs 1 to 6 above by a unanimous decision on the part of its members. ----------------------------------------------------- 8. The Foundation Board will see to it that its members, the members of the Executive Committee and any other person acting on behalf of the Foundation in whatever capacity respect the fundamental principles of ethics, in particular those with regard to independence, dignity, integrity and impartiality. ---------------------------------------------------------------------------
----- Article 7 - Organization of the Foundation Board ----- The Foundation Board is self-organized. It appoints a chairman, a vice-chairman and a secretary; the secretary may be chosen from outside the Foundation Board. ---------------------- ----- Article 8 - Meetings and Decisions of the Foundation Board ----- The Foundation Board meets as often as is necessary, but at least once a year. The meetings of the Foundation Board are convened by the chairman or by the secretary; upon delegation of the chairman. The chairman is bound to convene a meeting of the Foundation Board at the written request of at least five members. --------------------------------------------------
A set of minutes, signed by the chairman and by the minute-taker, records the deliberations and decisions of the Foundation Board. ------------------------------------------------- At meetings, the members of the Foundation Board have the right to ask the persons entrusted with running and representing the Foundation for information on the conduct of the activities of the Foundation and on specified questions. ------------------------------------------ The Foundation Board takes its decisions by an absolute majority of the votes of the members present; in the event of a tie, the chairman has the casting vote. The provisions of article 16, paragraph 2 of the present statutes are reserved. Furthermore, a unanimous vote by the Foundation Board members present is required for designating or transferring the site of the Agency and for appointing the Executive Committee. -------------------------------------------- The decisions of the Foundation Board may be taken in the form of approval given in writing to a proposal, unless discussion thereof is required by any of the members; decisions shall be recorded in the minutes. -------------------------------------------------------------------------- ----- Article 9 - Attributions of the Foundation Board ----- The powers of the Foundation Board are determined, with regard to the Foundation, by the Law, the present statutes and all other rules and decisions of the Foundation Board. -------- The Foundation Board has the inalienable right to: -------------------------------------------- 1. Propose amendments to the present statutes. ------------------------------------------- 2. Appoint the auditing body of the Foundation. ------------------------------------------ 3. Appoint the Executive Committee provided for in the present statutes. ----------- 4. Appoint, if it deems it necessary to do so, other ad hoc or standing committees, inter alia a scientific committee, with the task of providing opinions or advising the Foundation on specific issues or in specific fields. ------------------------------------- 5. Take all decisions relating to the acquisition, against payment, or transfer, free or against payment, of all real estate. ---------------------------------------------------------- ----- Article 10 - Obligations of the Foundation Board ----- The Foundation Board is obliged, in particular: -------------------------------------------------
1. to ensure the independence of the Foundation and transparency in all its activities; ---------------------------------------------------------------------------------------- 2. to supervise the committees or persons entrusted with the running and representation of the Foundation, in order to ensure that the activity of the Foundation is in accordance with the Law, the present statutes and the rules, and to keep itself informed about the conduct of the activities of the Foundation; ----- 3. to appoint the members of the Executive Committee and other committees provided for in the present statutes; ------------------------------------------------------- 4. to promulgate the rules relating to the Foundation Board itself, the Executive Committee and other committees, together with all other rules indispensable to the operation of the Foundation, subject to the approval of the supervisory authority; --------------------------------------------------------------------------------------- 5. to see to it that the minutes of the Foundation Board and the necessary books are duly kept and that the management report, profit and loss account and balance sheet are established in conformity with the provisions of the Law; ----------------- 6. to publish, each year, a report in English and French on all its activities, its profit and loss account and its balance sheet, in accordance with the applicable legal requirements. ---------------------------------------------------------------------------------- ----- Article 11 - Executive Committee ----- The Foundation Board delegates to an Executive Committee of at least five members and a maximum of nine members, the majority chosen from amongst the Foundation Board members, the actual management and running of the Foundation, the performance of all its activities and the actual administration of its assets. ---------------------------------------------------- The members of the Executive Committee are appointed by the Foundation Board for periods of one year. They may be re-elected. ----------------------------------------------------------- Furthermore, in the event of the incapacity or death of a member of the Executive Committee, he will be replaced immediately, either by the Foundation Board, or temporarily by the Executive Committee; such temporary appointment shall become final only upon its ratification by the Foundation Board, no later than during the next meeting of the Board. ----- The chairman of the Executive Committee is appointed by the Foundation Board. Moreover, from among its members the Executive Committee appoints, inter alia, a vice-chairman, if it deems it necessary to do so; it further appoints a secretary, who may be chosen from outside the Executive Committee, -------------------------------------------------------- The Executive Committee is competent to take all decisions which are not reserved by the Law or by the present statutes for the Foundation Board; its mission and organization will be specified in one or more sets of rules which the Foundation Board will promulgate to this end. ------------------------------------------------------------------------------------------------------------- ----- Article 12 - Representation of the Foundation ----- The Foundation is duly represented and bound vis-à-vis third parties by the collective signature of two of the persons designated as follows by the Foundation Board or the founder, in conformity with the method of signature below: -----------------------------------------
a) at least two members of the Executive Committee; ------------------------------------ b) at least two members of the Foundation Board; one of the two co-signatories must however be one of the members appointed by the Olympic Movement, and the other must be one of the members appointed by the public authorities. ------- ----- Article 13 - Annual management report, balance sheet
and profit and loss account ----- No later than 30th November of each year, the Foundation Board shall approve the budget for the following financial year; failing such approval by a unanimous decision of the Board members present, the budget of the current year shall apply to the next year. The annual allocations and other contributions shall be paid no later than 31st December of each year for the following year. ------------------------------------------------------------------------------------------- Each year, the Foundation Board submits to the supervisory authority the management report, balance sheet and profit and loss account as approved by the Board. ------------------------------ The financial year corresponds to the calendar year. The first financial year will thus end on 31st December 2000. --------------------------------------------------------------------------------------- ----- Article 14 - Auditing body ----- Each year, the Foundation Board designates a qualified and independent auditing body. Each year, the auditing body submits to the Foundation Board a report on the accounts of the Foundation; such report will be submitted to the supervisory authority. --------------------------- ----- Article 15 - Indemnities ----- The members of the Foundation Board are not entitled to any indemnity for the performance of their functions; they are however entitled to reimbursement of their expenses subject to the conditions fixed by the Foundation Board. --------------------------------------------
For the performance of their functions, the members of the Executive Committee are entitled to an annual indemnity fixed by the Foundation Board, and to the reimbursement of their expenses. ------------------------------------------------------------------------------------------------------ The auditing body is entitled to fees in accordance with professional practice. -------------------- The staff employed by the Foundation is entitled to the remuneration fixed by the Executive Committee, which also decides on the other conditions of employment. ---------------------------
The Foundation Board may propose amendments to the present statutes to the supervisory authority. ---------------------------------------------------------------------------------------- Any proposed amendment, in particular any change to the object of the Foundation, must be approved unanimously by the members of the Foundation Board who are present. --- ----- Article 17 - Dissolution ----- The Foundation may be dissolved in the cases provided for by the Law. ------------------- The Foundation Board may designate one or more liquidators. ----------------------------- No winding up measure may be performed without the express agreement of the supervisory authority. ---------------------------------------------------------------------------------------- Any surplus from winding up is given, with the agreement of the supervisory authority, to an institution pursuing the same or a similar object. ------------------------------------------------- ----- Article 18 - Entry in the Trade Register ----- The Foundation will be entered in the Lausanne Trade Register. ----------------------------
----- Article 19 - Supervisory Authority ----- The Foundation will be placed under the supervision of the Federal Department of the Interior, the competence whereof is hereby reserved. -------------------------------------------------- ______________________ In application of article six of the statutes recorded above, the founder appoints the following persons as members of the first Foundation Board: ----------------------------------------
The founder recalls that the other members of the Foundation Board will be appointed by the Board, upon the proposal of the interested bodies, in particular the ASOIF and ANOC, the second member representing the European Union and the Council of Europe. --- The Foundation will be domiciled initially in Lausanne, at the Château de Vidy, at the headquarters of the founder, which accepts such domiciliation. -------------------------------------- IN WITNESS WHEREOF read by the notary to the persons appearing, who approve and sign with him, forthwith, in LAUSANNE, this TENTH NOVEMBER NINETEEN HUNDRED AND NINETY-NINE. -------------------------------------------------------------------- The original is signed: ------------------------------------------------------------------------------- Juan A. Samaranch; Carrard; A. Rochat, notary. -----------------------------------------------
_________________________ PRESS RELEASE
WORLD ANTI-DOPING AGENCY IS ESTABLISHED Lausanne, 10 November 1999 Marks Starting Point for the Coordinated Fight Against Doping The World Anti-Doping Agency (WADA) was established today in its provisional seat of Lausanne. The Board will be composed of at least ten members and no more than 35. The Olympic Movement and the public authorities will each be able to appoint a maximum of 16 members. Other members may be appointed by a consensus of the Board. The Board will see to it that, when appointing new members, the parity between the public authorities and the Olympic Movement is maintained. Members are appointed to a three year term, which is renewable twice. WADA’s board so far includes representatives from the Member States of the European Union, the Supreme Council for Sport in Africa, and the Olympic Movement. They are: For the Olympic Movement:
The IOC proposes Richard W. Pound to be the first chairman of the Board. Mr. Pound of Canada is an Olympic athlete, the first vice-president of the IOC, and the chancellor of McGill University. It is expected WADA will invite onto its Board representatives of national governments that are active in the fight against doping, not represented by intergovernmental organizations, and whose countries are involved in the organization of major international sporting events, particularly the Olympic Games. Such could be the case, for example, for the governments of Australia and the United States of America. WADA has also invited intergovernmental organizations to participate as observers, such as the International Criminal Police Organization, the United Nations International Drug Control Program, and the World Health Organization. The Board will hold its first meeting later this year or at the beginning of 2000. Its initial tasks will include the appointment of its other members, a review and finalization of its mission statement and policies, the development of the procedure by which it will designate its permanent location and chief executive, and the adoption of the Agency’s budget for the year 2000. The framework for WADA was developed through a consensus built among international sporting and intergovernmental organizations. The principles guiding its establishment include the following:
The establishment of the Agency fulfills the commitment the participants of the February World Conference on Doping in Sport made to the athletes of the world. It marks both the end of hard work to establish the Agency and the beginning of the more complex work ahead to improve it. WADA will need the continued cooperation of Sport and Government as it sets out to finalize its mission statement and working procedures. The agency was incorporated as a foundation governed by the laws of Switzerland and supervised by the Swiss federal authorities. |